The Natives of This Planet
by BlackWolf219
Summary: Ultra Magnus must spend some time witht he three natives in order to better assess their species. However, the situation changes and forces them to survive alongside one another.
1. Chapter 1

**Prologue**

The sun beamed down in heated glare over the military base of Fort Bragg as the soldiers went about their daily routines and procedures. They practiced their drills and strategic maneuvers for infantry and fire fights, under the harsh instruction of their Drill Sergeants. Some were on leave, returning from the heated desert battlefield in the Middle East to spend time with their families. Others were preparing to ship out in their place, knowing full well there was little possibility they would be coming back. All the while, they ignored the prototype military vehicle that strolled along the grounds.

Inside sat an African-American man dressed in a khaki shirt and camo pants, boots pressing against the pedal to give the illusion that he was driving. His dark eyes scanned the boys, waves of nostalgia bringing him back to his first days at Basic. A smile tugged at his lips as he remembered fondly, and mournfully, the men who'd been with him during those days. Not many of them had come back with him all that time. All that did was leave him with survivor's guilt that prompted him to personally deliver the news to the families of those brave men.

Nowadays he spent his time behind a desk, playing liaison to the most interesting of parties in recent memories. In fact, the leader of said party was currently in his company right now. William Fowler had been assisting Optimus Prime in testing out some of the finer functions of his vehicle mode. Despite the vehicle being in the prototype phase, it proved more than capable in combat. Of course, he thought ruefully, the alien tech that had scanned might have played some role in it all.

"So, Prime," he spoke to the dashboard. "How do you like your new wheels?"

"They have proven to be most effective in meeting my needs, Agent Fowler," replied a sonorous voice. No matter how many times it happened, a small part of Fowler always jumped when the Autobot leader spoke without a mouth present. It was the same with most of the Autobots but Prime's voice carried the deepest bass. As they neared the warehouse that housed the rest of "Team Prime", another baritone called echoed.

"Do you children know nothing of safety protocol?!"

"What in Sam Hill?" asked the special agent. The vehicle opened to find the large figure of the Autobots' latest acquisition, servos on his hips and gaze stern as he stared down at three children. The oldest, a raven-haired teen, looked sheepish while next to him, an Asian girl with pink highlight in her hair glared in defiance, and a poor twelve-year-old sat in frightened silence. The form of Ultra Magnus was apparently deep into some kind of rant that he didn't take the time to address his superior officer. Fowler got out while Optimus Prime shifted into his bipedal form.

His expression betrayed no anger at his second-in-command, only interest as to why he would be yelling at the three humans in the first place. Thus, the Prime felt the need to make his presence known, "Ultra Magnus."

The blue Autobot stopped mid-rant to turn to Optimus Prime, expressing perhaps the closing thing to flustered Fowler had seen since his arrival. Ultra Magnus was known for strict adherence to protocol and procedure, as evidenced by his reprimanding the children for apparently ignoring said "safety protocols." Fowler wondered just what could bring out the wrath of a Drill Sergeant in the Commander.

"Sir," he stood at attention, his tone conveying utmost respect.

"May I ask what Jack, Miko, and Rafael have done that feel it is necessary to reprimand them?"

"Of course, sir," he replied. "After completing my patrol, I returned to base to find the children engaging in some sort of activity. At first, I paid no mind and allowed them go about their business. However, I soon found the need to intervene when their rough-housing nearly caused the destruction of Ratchet's tools which, as you are well aware, are vital to his work. One of them nearly caused what little energon we possess to explode, which could have resulted in serious damage of the base. I felt the need to remind the children that we are guest of the native military and such disrespect will not be tolerated."

"And who put you in charge?" hissed Miko, glaring furiously at the Commander. "You're not the boss of us!"

"I realize that, as natives of this planet, you fall under Autobot protection and thus are exempt from the majority of disciplinary action that would normally be taken. However, did you stop to think that your antics might have caused severe damage, or worse, to this base? Do you in particular ever stop to consider your actions?!"

"Enough," commanded the Prime. "While I do not approve of _anyone's _actions as of the last few hours, I find that Ultra Magnus is correct when he states that we are guests of the military at this time. As such, actions that may prove harmful to the environment present will not be tolerated under any circumstance. For now, I ask that you retreat to your respective quarters and await Nurse Darby's arrival."

The three children paused to look at the Prime in surprise at his statement, apparently stalling to long for the tastes of the Commander. "Did you not you hear? You are dismissed!" Miko huffed as she stomped off to her room while Jack helped a shaken Raf to his while sparing Optimus an apologetic look. Ultra Magnus turned to his commander, "Is there anything else you require me for, sir?"

"That will be all Ultra Magnus."

The Commander nodded and chose to go work on his ship in order to clear his head of the remaining frustrations. As he disappeared into the recesses of the base, Fowler turned to Prime with a questioning gaze of his own. Optimus appeared to be deep in thought as how to approach this latest dilemma in their human-Autobot dynamic.

**The Natives of This Planet…**

The other Autobots had returned to find the children still missing and wondered where they were. Their Prime had offhanded mentioned they were likely in their quarters with June but said nothing more on the matter. As such they went about their business, milling around while speaking to each about various issues. Ratchet worked on perfecting the Synthetic Energon formula to accommodate their shortage. However, all activity ceased when June Darby stalked into the room, heading straight for their Prime.

"Where is he?" she growled.

Optimus merely stared down at the woman who, despite her size, always seemed to be capable of instilling some kind of fear in most of his men. Smokescreen instinctively flinched as he remembered the threats she leveled against him after the incident with Jack. Wheeljack, relatively new to her anger, raised an optic ridge in interest while the others looked to their Prime for clarification on the issue. June stood, arms crossed, foot tapping, and eyes narrowed as he looked up at the Prime. Finally, Optimus answered, "If you are referring to Ultra Magnus, he is currently attending to his ship at the moment."

"Well you tell him to get his metal but over here, _right now_."

"Did I miss something?" Wheeljack inquired.

"Beats me," answered Arcee. "Last time she got like this, well let's just say it was the first time any of us had seen Smokescreen actually afraid of something."

"I wasn't afraid!" he protested.

"May I inquire as to why you wish to speak with him?" Optimus raised an optic ridge.

"You know damn well why! And shame on you for not doing anything about it."

"Nurse Darby," Ratchet called from his workstation. "Would you care to enlighten us on the issue that has you so upset?" He flinched when she turned her glare on him but she relented nonetheless.

"That Commander of yours yelled at the kids! Now I realize what they did was dangerous but that didn't mean he needed to act like some crazed drill sergeant and scare them half-to-death. Poor Rafael was crying his eyes out because he was harsh with them. Now I demand that you bring this Ultra Magnus here so I can give him a piece of my mind."

"If I may suggest an alternative," Optimus replied calmly. "Ultra Magnus is simply not accustomed to human nature nor is he accustomed to situations that require anything less than military action. I do not condone his reprimanding the children but I do not believe adding more strife to the conflict will benefit us either. As such, I suggest that he be allowed to spend time with the children off base when Decepticon activity does not demand our attention."

"Uh… Optimus," Bulkhead interjected. "I don't think that's such a good idea." Bumblebee beeped and whirred in agreement. "After all the last time that happened, well…"

"Smokescreen put Jack in danger," June turned her glare on the new recruit, who flinched under her gaze. "That being said, I doubt Ultra Magnus would do anything as reckless as bring the children along on a mission intentionally. If he's willing to try it without yelling at the children then we can give it a shot."

"Then we are in agreement?"

"Yes," she replied. "Ratchet, could you call the children here for a moment?" The medic nodded and did so while Optimus summoned Ultra Magnus to the base. Within minutes of each other, the children and Commander were present, thick tension as Miko glared at the Commander who only responded with his usual calculated frown. June stepped in to Optimus servo so she could get a better look at Ultra Magnus. She cleared her throat, "Now I'm sure you all know why you're here. Optimus and I have discussed a solution that will benefit everyone and prevent any more tension."

"You're kicking 'Mr. By the Book' there to the curb?" Miko asked in hopeful scorn. Jack elbowed her to remain quiet as the Commander's optics narrowed at them. Raf still looked as fearful as ever of the blue Autobot's wrath.

"No," Optimus replied. "Nurse Darby and I have decided that it would best if Jack, Miko, and Rafael were spend some time with Ultra Magnus when he is not otherwise occupied. It is my hope that you will come to an understanding of one another during this time. It will, of course, require that you do not attempt to aggravate Ultra Magnus and,"—he looked to his second-in-command—"that you remember the children do not fall under the same protocols as the others."

"Good luck with that," snorted Wheeljack.

Sparing a momentary glance at the Wrecker, Ultra Magnus replied, "Of course, sir."

"No way!" Miko shouted. "You want _us_ to spend time with _him_?! Is this some kind of punishment?"

"In a manner of speaking," June replied. "The only reason you're at each other's throats is because you haven't taken the time to get to know one another. So now you'll get to and maybe discover some things you might like about each other. And I expect you _all_ to treat this with utmost seriousness. Understand?"

"The children nodded."

"Good. Now apologize."

"What?"

"Huh?"

"Mom?"

"Apologize for causing the ruckus that caused this in the first placed. You are as much in the wrong as he is, so I expect you—especially you, Jack—to take responsibility and own up to your actions. Now apologize?"

"We're very sorry," Jack went first. "It won't happen again, sir."

"R-right. We didn't mean to upset you." Raf said.

"Whatever," Miko grumbled. "Sorry, I guess."

Ultra Magnus nodded.

"Good," June smiled, turning to the Commander. "Your turn."

Ultra Magnus looked dumbfounded, "Pardon?"

Immediately the smile left her face as she ground out, "Apologize. Like I said, you're just as much in the wrong, so you are just as obligated to apologize as they are. You shouldn't have yelled at them like some mad man. They're still just children and they make mistakes. Now apologize."

Ultra Magnus still seemed unconvinced as he processed this woman's logic; it made sense in some places but he found no need to apologize. "I find no need to do as I was merely pointing out the harm their actions could have caused. So long as they are guests of this base, they are obligated to act in accordance with—"

"Don't you lecture me!" June shouted. "If you're really a stickler for the rules then you will do as I, a medical professional, says!" The Commander blinked as he pondered this as well. True enough, medical personnel superseded the usual chain of command. He felt the need to remind her that only applied in situations that required medical expertise but the look on her face stopped him. He looked to Optimus Prime for his personal commentary on the matter. The look in his superior's optics told him there was little alternative.

"Perhaps," he began, "my reprimand could have been far less hostile than it appeared."

June huffed, "Close enough. Starting tomorrow you four will be spending some time together and you'd better make progress or else…" With that, she sent them back to their rooms while retreating to her own. The eight Autobots sat in silence as they contemplated what just happened. Ultra Magus turned to Optimus, an unasked question in his gaze.

"It is best that you do not aggravate Nurse Darby."

"Duly noted, sir."

**A/N: I hope no one seemed out of character.**


	2. Chapter 2

**Chapter 1**

The morning patrols yielded no results as Ultra Magnus returned to base, having been reminded by the human nurse that since nothing important demanded his attention, he was to fulfill his latest assignment and interact with the three younglings. While he could think of several tasks that would rate far above this one in importance, he was not a mech to defy orders and would perform to the best of his ability. Rolling into the hanger, he assumed his bipedal form and approached the humans' living area. He was met by the five natives, the older two instructing the young ones to maintain a respectful nature. The eldest of the three younglings stood in respectful attention of the Commander.

Jack Darby, he noted, the human whom Optimus Prime seemed to trust implicitly and without doubt. He made a note observe the boy and see what his superior saw in him, though he was admittedly the more favored of three at the moment. Miko Nakadai, the human whom Wheeljack had apparently inducted into the Wreckers, scowled at him. He resisted the urge to roll his optics and continued his appraisal; she was no doubt as stubborn as any Wrecker. Then there was the youngest of this trinity; Rafael Esquivel.

He seemed to be looking at everything sans Ultra Magnus, afraid to make eye-contact. It seemed his reprimand the other day had left the boy in perpetual fear of him. So long as it didn't hinder the task at hand, Ultra Magnus found little room to care. In conclusion, the Commander felt as though he were about to take a small group of cadets on a highly dangerous mission. Either way, it did not bode well for any of them.

"Ultra Magnus," the nurse greeted with a smile that contrasted the fury she'd shown toward him previously. "Are you ready to begin learning more about the children?"

"As much as necessary to bring this assignment to a swift end, Nurse," he replied. "I suggest a routine patrol might be the most effective way to start."

"That's a wonderful idea," she agreed. "Now I expect you three to be on your best behavior. And Commander, would you try to keep a cool head when around the children?"

He merely nodded.

"Okay," Fowler clapped his hands together. "Off you go! The sooner you all come back all warm and fuzzy, the sooner it'll be over with." The three humans exchanged glances before they descended to ground level. Ultra Magnus transformed and open his door to allow them inside. They took their seats, the oldest in the driver's chair, and buckled themselves in. Checking his route for today, the Commander waited while Ratchet activated the ground-bridge.

Driving through the vortex, they found themselves on a dirt road stretching for miles as the patrol began. They sat in silence. The girl was staring out the window, a deep frown on her face. The youngest took out his computer and timidly worked on something. The oldest shifted uncomfortably and open his mouth to say something, only to click it shut each time.

Ultra Magnus couldn't find a reason to converse with the humans, not fully understanding their idiosyncrasies and still not finding room to care. He was simply doing is best to complete the assignment given to him by Optimus Prime without issue. His scanners were at their maximum for energon signals. The Autobot supply was low and the Decepticons were running them to their reserves. After a brief moment had passed, the girl was the first to speak, "This is boring!"

"Miko…," the raven-haired boy warned.

"I mean, come on!" she ignored him. "Is this all you do when you're not at base or fighting 'Cons? You just ride around without any music or radio to listen to. Bulkhead keeps it interesting at least. Still can't believe you outrank him."

"How often I indulge myself in what appears to pass for entertainment, depending on which planet I happen to be on, has little to do with why I attained my current rank. A good soldier must know discipline, respect, and must always be alert for anything suspicious. You would know that if you'd bothered to actually do as your guardian does. He, at the very least, is respectful of the chain of command. That is more than I can say for Wheeljack."

"If this is what you did to the Wreckers, then no wonder Jackie left," she huffed.

"Miko!" the youngest pleaded. "You remember what Ms. Darby said, we've to be on our best behavior. Don't antagonize him so much."

"Or what, he'll yell at us again? Must think you pretty hot stuff, yelling at a bunch of kids. I bet you were pretty popular with the ladies back on Cybertron."

He wasn't sure what a lesser mech might have done to the girl, but Ultra Magnus kept his focus on scanning for energon. She continually made attempts to agitate him, no doubt trying to insight another reprimand that would violate his orders. He simply ignored her and tuned his audio receptors to a lower volume so he could focus on the task at hand. He honestly wondered what possessed the girl to commit such outbursts. Perhaps some sort of faulty in her design.

Jack was growing more and more agitated as she continued her verbal attack on the Commander. He tried his best to ignore it, but the flushing of his body told him he was failing. Looking at Raf, he felt for the boy as he tried to ignore the situation while fearing the moment when Ultra Magnus would snap and start yelling again. The cabin swayed back and forth as the mech turned on the road. Miko kept on trying to break the stoic visage of the Commander, prompting Jack to intervene.

"Miko!" he shouted. "That's enough, stop trying to aggravate him. He's focusing on looking for energon because the Autobots really need it right now. All we have to do is stay quiet and not get in his way and we'll be fine. Honestly, why are you trying to get under his skin so badly?"

"Because this jerk walks around, acting like he's so much better than everyone else!" she yelled. "He thinks just because he's 'Optimus Prime's second-in-command"—she said, while doing a rather poor imitation of the mech's voice—"that he's the boss of everyone. Well, no thanks, I'm more than happy without Mr. 'Military Protocol.' Thank you very much."

"Miko," Jack sighed.

"Let's just not make him any madder than he probably already is, okay?" Raf pleaded nervously. The poor boy kept switching his gaze from the two teens to the dashboard where Ultra Magnus's voice could boom out any minute. He was already embarrassed at having cried due to one reprimanding, he didn't want to hear another. Miko finally ceased her attempts to anger the Commander and slumped in her seat, arms crossed, face contorted in a scowl. The cabin shook once again as Ultra Magnus came to a stop.

"Out."

The human trio was aghast at the command, looking around in the middle of nowhere, surrounded by trees. They had been so engrossed in their bickering that they hadn't taken the time to notice where they were. More to the point, they had no idea where they were at this point and wondered what the Commander was doing. Surely, he wasn't thinking about abandoning them in the middle of the forest. There was no way Nurse Darby or Optimus would approve of that.

Jack shot Miko a silent look of admonishment, citing her actions as the reason this was happening, blue narrowing. She answered with a fierce glare full of equal anger, ready to accept his challenge, whatever it may be. Raf stared with eyes wide with fear at the dashboard from which the command had been uttered, trying to find something to say. The three of them did as instructed and exited the mech. They watched as Ultra Magnus transformed and towered over them.

"So you're just gonna leave us here?!" hissed Miko.

"No," he replied. "While you were conversing, I detected an energon signal nearby. I will scout ahead to investigate it. I have attempted to make contact with base, only find communications shut off. That can only mean-,"

"The Decepticons are here," finished Jack.

"Sweet!" Miko whooped. "So what's the plan, sir?"

"As I said," he shifted his right arm into a blaster. "I will scout ahead and collect intelligence on the enemy. You three will remain here, hidden, until I return." The girl's smile immediately regressed into a frown as she readied a protest, only for Ultra Magnus to silence her, "That is an order. Remain here and await my return. I do not know how far the jamming signal extends, so it would be best for you to wait. In the meantime, you can work on your impressions."

Miko stared in shock at the Commander, a slight pink tingeing her cheeks.

Ultra Magnus left the three humans to their own devices as he set off to locate the energon reserve they had no doubt collected. Maneuvering through the trees, he was reminded of a mission during his younger years, on one of the few organic planets in Cybertron's solar system. The shrubbery there was no different from what he'd seen on earth, this jungle to be more specific. Those were in the days of his service to the Elite Guard, long before the war had broken out. He wondered if that planet had also fallen victim to the War.

But now was not the time for reminiscing, he had to remain focused on collecting enough energon for Team Prime. He wished he would have thought to bring the Forge of Solus Prime with him for its usefulness in dispatching multiple enemies at once. However, considering his color scheme already compromised him enough against the lush green, he thought better of it. Up ahead, he heard the unmistakable roar of mining equipment, the rhythmic chatter of stone being forced into. Increasing his movements, he slowed as he approached the open field.

Directly in front of him, Decepticons, Miner-class, were hard at work unearthing this latest find. Warrior-class soldiers were nowhere to be found, making the situation slightly more difficult. Autobot protocol strictly prohibited any assault on servant-class Decepticons. He would need to create a distraction that would draw their attention away from the mine. Luckily, the forest provided him with a more than adequate cover.

The Commander felt a smile tugging at his lips; it was seldom that things were this easy for the Autobots, given their disadvantage. Surveying the area, he noticed an abandoned driller, its engine exposed. He deduced it was malfunctioning and under repair; a perfect target. He prepared to chance position to get in range and fire on it. They were now miners nearby so he could destroy it and likely throw them off.

"So what's the plan?" a voice asked.

Ultra Magnus looked down to find the three humans in his presence once more, the two males avoiding eye contact while the female looked at him expectantly. He felt a slight tick of his optic ridge at this; the girl was certainly a Wrecker, indeed. So much, he thought, for things going smoothly. He was hard-pressed to wonder if one of the disadvantages brought to the Autobots were these three. A lesser mech might have thought to use them as a distraction, but he would not risk their lives.

Though quiet, his voice conveyed the necessary authority, "I had thought I told you to remain where you were."

"You did," she replied with mirth dancing in her eyes. "But our 'orders' are to remain together and get to know each other, right? And you don't wanna disobey orders, do you?"

"I am fairly certain that the situation at hand far precedes anything as trivial as 'getting to know each other.' You are placing yourselves in grave danger by doing this."

"Same scrap, different day," Miko waved off.

Ultra Magnus sighed in annoyance, "Remain here while I draw their attention away from the mine. That driller if far enough so that an explosion won't destroy the energon mine but will draw their attention. At which point, I will proceed to incapacitate them and disarm whatever is jamming our signal. Though I do not know why I am telling you this, as you have no bearing on this plan whatsoever."

"Team player, much," she huffed, crossing her arms.

"Will let you know if there's any trouble, sir," Jack offered. Ultra Magnus nodded; he was finding the raven-haired boy more endearing than the girl as time went on. He still had not reached a conclusion about the youngest yet. Sorting through the jungle, he managed to find a position that put him directly antipode to the driller, its exposed engine directly in his line of sight. Taking great care to aim, Ultra Magnus fired a single shot of blaster fire.

The blue beam streaked across as blinding speeds to its target, striking the engine core. The core proceeded to absorb the blast, electricity dancing around it. The energy levels overloaded and the core erupted, a mass of fire destroying the driller. Ultra Magnus ducked to avoid the shrapnel and absentmindedly wondered if the children had done the same. The explosion had the desired effect as the miners were in disarray. Perfect, Ultra Magnus thought with a grin he rarely showed.

Dashing out of cover, the Commander swiftly dealt with the miners; it seemed all too easy. When he made sure they were not offline, he signaled for the humans to emerge from their cover. They did so, looking awed by the display they had just seen. The female was admiring photos she'd taken of the explosion while the younger boy was looking at him with a little less fear. He proceeded to scan the area for the signal jammer, but found nothing.

He pondered on how to approach this latest obstacle, just as blaster fire emerged from behind. Immediately he gathered the children and ducked behind the cover of the trees. Insecticons emerged from the jungle, hissing and savage, firing at his cover. He should have known better than to think Megatron would leave his mining teams unprotected. Returning fire, he used the distraction to locate an open road.

Tranforming, he shouted, "Get in!"

The three children wasted no time in scrambling into the cabin. As soon as they were in, he closed the door and sped off, not bothering to let them fasten their seatbelts. The road was open save for a few trees, which the mech dodged with ease. He heard the buzzing of the Insecticons wings as they pursued him. He made another vain attempt to contact base and request a ground-bridge, but the jammer was still in effect.

The humans held on for dear life as he swerved around a turn and sped deeper into the jungle; he knew better than to remain exposed. The feral Decepticons, however, were able to maneuver past the trees with ease. They continued firing as he swerved to dodge each of their attacks, being mindful of the humans onboard. The mech entered another clear, riding along a Cliffside. And it seemed the Insecticons were more intelligent than they were given credit for.

They adjusted their aim towards Ultra Magnus's wheels, one shot successfully knocking him off balance.

"Brace yourselves!" he shouted as he was sent flying off the Cliffside. They last thing he heard was the sound of metal being torn as it all went black.


	3. Chapter 3

**Chapter 2**

The Commander's senses returned to him after a series of subroutines rerouted all energy to his repair functions. They would first assess the damage before focusing on the more life threatening injuries. Anything less would be left to wait; the problem was that the longer an injury went untreated, the greater the lasting effects could be. That was why physicians, such as Ratchet, had become a necessity during the Great War. It had taken him a moment to realize he was not on Ratchet's medical berth; he wasn't even at the base.

He was in his vehicle mode, the form severely damage from the crash, the metal gnarled and twisted into jagged edges. A thin layer of dirt caked his form, a spider-web of cracks where the windows had once been. Using his external scanners, he scanned the inside of his cabin; the humans were, for the most part, unharmed. Since he had taken the brunt of the crash, they were left with minor injuries that would prove no hindrance to them. They were also conscious and alert as his dashboard flickered back to life.

Despite the results of the scanners, he asked, "Are you… uninjured?"

"We're fine, sir," replied the raven-haired boy. "I think the crash knocked us out for a while. It's already night outside."

Returning his focus outside, he realized the boy was right; they were shrouded in the darkness of night. He stared into an endless blackness with only the sounds of the forest as his reminder of life. Checking all available functions, he found his optical night-vision was still active. He would need it if he hoped to safely secure the children to a suitable extraction point. He recalled the signal jammer somewhere in the dense jungle.

If there was to be any hope for escape, they were left with two options: disable the jammer or escape its radius. In a normal combat situation, Ultra Magnus would have opted for the former, seeing as how there was no indication how far the signal extended. However, in normal combat he had a team with him; as of now, his only support was the three natives. He had already placed them in more than enough danger already. Therefore, a tactical retreat was in order.

But with his vehicular form compromised, he would have to make the journey on-foot.

"Exit my vehicle form for a moment, please," he requested.

They complied and he routed enough power to his T-cog to force a transformation. The metal groaned and shrieked as he assumed his bipedal form. Once the process was complete, his T-cog was forced into a shutdown period until all repairs elsewhere were complete. That left him with no weapons or transport beyond walking. In the case of enemy encounters, he would rely on his CQC training and tactical thinking.

Looking down at the three humans, he knelt down to offer his servo to them. They climbed on and he deposited them on his shoulder. Loosening his tightening limbs, he proceeded to push through the shrubbery, optics shifting to night-vision. He noticed the looks of concern given to him by the three natives, but still found himself not caring at the moment. At the moment all that mattered was their quick evacuation of the area before enemy patrols located them.

"Why do you think the 'Cons haven't noticed us, yet?" asked the female in a hushed tone.

"We were either extremely fortunate, or believed to have perished in the crash with nothing worth retrieving. If the latter is indeed true, then we have a tactical advantage that will permit us to escape without incident."

He'd been thought to have become one with the Allspark once before and used that to his advantage to gain a pivotal Autobot victory in the past. A part of him insisted that history should repeat itself tonight. But going after the signal jammer with no long-range attack capabilities and three native life forms in tow was well beyond standard protocol. The only option was to wait for Optimus Prime to provide support when communications were reestablished. For that to happen, it was paramount that he and children escape beyond enemy lines at once.

Pushing past the last of the shrubbery for now, he found himself in a clearing, a dirt path leading into two paths. One was sure to lead them out of the forest while another would only trap them deeper into its grasp. Faced with such a dilemma, he relied solely on the survival training provided to him by the Elite Guard. Part of their training had involved being taken off-world to planets with different environmental habitats. There, they were to survive amongst the wilderness with nothing but their strategic planning.

But wasn't a drill; this was active combat and he needed to be ready for whatever surprises this jungle might hold. Earth was mixture of different environmental habitats, ranging from scorching deserts to frozen wastelands. He almost smiled at the thought of how elated his instructor might have been if they had discovered a planet such this in their own star system. However, noise drew him from his reminiscing and he crouched lower in response. His body made its disagreement with the action clear with the white flashes of pain.

But he remained crouched as he scanned the surrounding area; even with night-vision, the jungle still obscured much from him. To their credit, the three natives said nothing and only huddled closer together on his shoulder. Raising his servo, he transferred them to the ground and prepared for a confrontation. The leaves of the jungle rustled as something emerged from it. It was small life form native to the area.

Ultra Magnus allowed himself to relax as the animal scurried off into the darkness once more. Replacing the children on his shoulder, he chose to head right and stayed on the path. In his current condition, he was no match for any Decepticon with long-range attack capabilities yet he could not hide in the jungle without attracting attention to himself.

"So what's the plan?" asked the female.

"Escape this dense jungle and contact base for support," he replied.

"Wreckers don't call for back-up," she retorted, apparently regaining some of her defiant nature now that danger seemed to have passed.

"And that philosophy is why they possessed the highest casualty rate among and Autobot sub-division," he shot back. "That was one of many factors that resulted in Optimus Prime's decision to place them under my command."

"With Autobot numbers declining, they couldn't afford any more unnecessary losses," observed the raven-haired teen. Once more, Ultra Magnus found him to be the more tolerable of the three. The youngest boy remained quiet as they traversed the jungle.

"That is correct. Due to Wrecker behavior, more and more Autobots were lost as the Decepticons gained more and more footing on Cybertron. They were so intent on going out in a blaze of glory, they failed to observe the ramification of their actions. The decline in our forces was among many factors that played a role in Cybertron's eventual loss of life."

Any retort the girl might have given was silenced by his recounted of events, so he continued, "While I admire them for their great sacrifice, we cannot afford to lose anymore soldiers for such trivial reasons."

Pushing forward, the found himself at a dead end; a Cliffside, possibly the one they had fallen from. Biting his disappointment and anger, the Commander took a moment to think. The energon should have been mined and delivered the _Nemesis_ by now, so why were the Decepticons still here? Surely hunting an Autobot was not so important as to waste valuable man power. There was something more happening here.

Perhaps another Predacon fossil, he thought. That would certainly provide ample reason to stay; hunting him would only be an added pleasure. But then there would be more forces in search of something as precious as that. And, again, they were likely to have found and excavated it while he was unconscious. There was something more to this; he knew there had to be.

Roaming his optics over the area once more, he realized there something in the distance. Through the jungle, he pushed past the branches and the leaves. Soon he found himself towering over what appeared to be an opening. It was not of Earthly origin and the markings were all too familiar. He'd seen this once before during a battle on an ice world.

This was a Decepticon auxiliary base; abandoned, from the looks of it.

The planet's natural greenery was already starting to retake the ground that had been parted for its arrival. This would certainly warrant an enemy patrol, though it was likely to require more men than he assumed were here. There were likely security measures in place to prevent Autobot entrance, yet he could use this to establish a command post and keep the children safe. In order to bypass the security measure, he would need a Decepticion access code; even a Vehicon would due. Immediately, he felt a blaster against the back of his helm.

"Tough luck, Autobot," growled a Vehicon trooper.

The humans looked worried, but Ultra Magnus focused all his energy on preventing a smile from forming on his lips. Sometimes they made this far too easy.

"Hold on," he told the children.

They, apparently, had yet to be seen by the Trooper, "Hold on for what?"

Pivoting on his heel-strut, he knocked the blaster arm away, spinning the Trooper around, and took hold of his helm. Without warning, he twisted it and snapped the 'Con's neck. He kept hold of him to keep him from falling to the ground. First rule of stealth operations, impromptu or otherwise; leave no sign of your presence. Using the access code in his right arm, the security measures were disabled and they were permitted entrance.

"Rock on!" shouted the girl. "That was so Sam Fisher!"

"Who?"

"A spy from a video game," the youngest answered.

"Does he adhere to protocol?" the mech asked.

"For… the most part," the boy answered sheepishly.

Ultra Magnus found no room to care for furthering his apparent similarities to a fictional character. The offline Vehicon in tow, he and the humans descended into the auxiliary base.


	4. Chapter 4

**Chapter 3**

Ultra Magnus stood in corridor, the darkness stretching on forever, the night vision function of his optics revealing no potential hostiles. He scanned the walls for some kind of power source; it was likely located deeper within the base. Positioning the offlined Vehicion under his arm, he ventured further into the darkness. He reminded himself of the human trinity currently placed on his shoulder. As far as he aware, they had no night vision capabilities and were blind.

He paid them no mind and focused on the task at hand; hiding the body. He would need to dispose of it somewhere it could not be found should the base be accessed by other Decepticons. The lack of power to the base suggested they had not yet discovered its location. This provided him with a much-needed advantage. Conversely, he was unsure how to classify the three humans.

While their presence had drastically altered the course of his mission, though he was to blame for that result, he had yet to classify them as either an asset or liability. He pondered this as he walked down the corridor. Jackson Darby; the oldest of the three had so far displayed the demeanor akin to that of a dedicated cadet. Miko Nakadai; the girl had, at the very least, proven to be an asset in terms of direct combat with her use of the Apex Armor. Rafael Esquivel; the youngest child's fear of him had seemed to lessen, though it remained prevalent.

For the moment, he put all thoughts of them aside as he entered what appeared to serve as the command center. Momentarily discarding the Vehicon, he examined the panels for access to the base's power supply. Finding the correct panel, he activated the console and the command center flooded with the amethyst light common to Decepticons strongholds. Deactivating his night vision, the blue mech examined the area. It was clearly designed long before the War reached its zenith.

He deposited the humans onto one of the consoles, "Remain here while I properly dispose of the body."

"What are you gonna do?" the female asked, excitement bright in her eyes.

He raised an optic ridge in response to her unnatural enthusiasm, "If am not mistaken, this base once served as factory during Cybertron's Golden Age. Many of Kaon's gladiatorial funders used these facilities to dispose of those who'd fallen in the arena. When the War began, Megatron commissioned their redesign into starships for orbital combat. It is far larger than what we have seen so far, possibly encompassing the entire underside of this jungle. Its current state is no doubt due to nature's harsh reclamation. Since the power seems to be working, I venture to guess the disposal room is still effective."

"Is that how you get rid of the Vehicons after offlining them?" inquired the youngest.

"Normally, we would employ whatever resources were at our disposal, such as the volcanic monoliths native to your world."

"How do you know its disposal capabilities are still functioning?" asked the oldest.

"The materials used in the breaking down of the deceased are stored for repeated use," he explained. "Much like energon, it possesses a longevity that transcends centuries."

The three of them nodded as he picked up the Vehicon and departed for the disposal chamber. He downloaded a map of the ship and located the area, deep within the recesses of the vessel. Part of him was concerned about the children's well-being in the event the enemy accessed the vessel while he was otherwise occupied. He assumed they would remain hidden until his return. The girl may protest, but he would rely on the oldest native's wisdom.

He located a transport lift and entered, setting it for the lower levels; while waiting, the voice of the youngest human echoed.

"Commander, we've managed to access the ship's systems. We've got you on the security feed and will let you know if any of the Decepticons get inside. I should also be able to help you with disposing of the Vehicon."

"Understood," he replied, admittedly surprised by how at ease the boy seemed. Ratchet had informed him of the child's potential when given access to Cybertronian technology. Perhaps the humans served some function after all. And he felt more at ease to know he would be alerted should the enemy breach the facility. Concentrating on the task at hand, he entered the disposal chamber and made the necessary preparations.

Accessing the panels, he began the arduous task of disposing of the remains.

**A/N: Sorry for the shortness.**


	5. Chapter 5

**Chapter 4**

Once the preparation were completed, Ultra Magnus deposited the offlined Vehicon into the molten depths of the disposal chamber. Upon contact with such a degree of heat, not even Cybertanium could keep from melting down. The molten plasma hungrily devoured its meal, the Vehicon's exoskeleton exposed as the nanites within the plasma swarmed the mesh. Within a matter of moments, the Vehicon was nothing more than a memory. It registered within Ultra Magnus that, one day, he too would be subjected to this type of burial.

Whether by the hand of the enemy, some type of ailment brought on from exposure from some type of pathogen, or if he lived to be the age of an ancient; sooner or later, his chassis would be deposited in molten heat not unlike this one. In fact, were he to properly secure this site for Autobot use, that reality seemed all the more likely. He did not fear becoming one with the Allspark, he merely pondered how the bodies of other Autobots, if any, that had been stationed here had been disposed of. He shook away such thoughts, as they were not relevant to the situation at hand. Returning to the lift, he returned to command floor and entered the command center.

"Ultra Magnus," the youngest addressed him. "We tried to call the base for help, but no one's answering."

"This facility has been abandoned for some time," he replied. "It is likely incapable of competing with the advanced security protocols Soundwave has no doubt upgraded periodically. For now, we are on our own, but we possess an advantage. This facility's massive expanse spans the entire jungle. If we can properly navigate through corridor, then when I next survey the surface, I may come up next to the jammer or at least close enough to destroy it."

"Good plan," the female admitted.

The blue mech managed to establish an internal connection to the base's online systems; they'd been left unguarded against upgraded Autobot deciphering subroutines. He managed to upload a full layout of the ship's interior and determine just how large the entire space was. Maintaining security with only three native life forms as assistance would be a chore indeed. The base's expanse traveled beneath the entire jungle and would no doubt be discovered by the enemy, if it hadn't been already. He'd run the risk of exposing their location to Soundwave's invasive scans by activating the disposal chamber.

The Intelligence Officer of the Decepticons would no doubt be tracing the energy output broadcast by the molten disposal material. He would relay the newfound information to Megatron and, in turn, relay the silver mech's orders to whatever scout team was currently searching the jungle for the base. That meant he was required to build up defenses and set up obstacles to stave off any attack until the jammer was either destroyed or reinforcements arrived to help. He also needed to protect the three younglings until such a time. He glanced down to find them staring at him; he realized he must have seemed lost in thought.

"I will need your help in building up proper defenses should enemy troops breach the perimeter. Mr. Esquivel, you managed to access the security surveillance systems. Can you also activate the defense protocol and reconfigure them against Decepticon incursions?"

He was about to chastise himself on the foolishness of such a request—there was little hope that a youngling would be capable of such a feat. However, the boy replied, "I'll need you to place a new verification code so that the defenses don't end up confusing you for an enemy."

The Commander stared at the boy, dumbfounded that he'd been able to say such a thing with ease.

"Ratchet taught a lot about Cybertron and its tech. We were just getting into the basics of reconfiguration. Lucky us, huh?"

The child's fear of him was slowly dissipating and he found a grudging respect of the boy's abilities forming. He nodded to the boy and entered the new verification code to turn the Decepticons' own security measures against them. With that task complete, he prepared to defend the base against attack when the alarms went off. Had they been attacked already? The screen pointed to an area in the jungle.

It was a ground-bridge signal, one belonging to the other Autobots.

**A/N: Again, sorry for the shortness.**


	6. Chapter 6

**Chapter 5**

Ultra Magnus relaxed against the medical berth as Ratchet tended to his wounds, optics watching the human trio. They were awaiting a medical evaluation by Nurse Darby for injuries sustained in the crash. In particular, the oldest of the three revealed a large discoloration on his lower back, wincing as the female touched it. He'd made no complaint of the pain he was no doubt enduring while they were trapped in the jungle. Ultra Magnus felt a pang of guilt in his spark as he watched the three of them.

Though Mr. Darby had the worst of the injuries, the rest were nothing more than a few scrapes and cracks in their bones. Regardless, Ultra Magnus mentally chastised himself for allowing the three of them to come to harm. He had not only failed in his assignment but violated one of Optimus Prime's most valued rules. By allowing the three children to come to harm, he had disgraced the Autobot shield. And now he awaited the arrival of his leader so that he may face whatever punishment due to him.

Returning his gaze to the three children, he watched them interact with their assigned guardians. Bulkhead and Wheeljack showed almost paternal concern for the female, despite her insistence that she was unharmed. Bumblebee remained close the youngest so as to prevent further harm from befalling the boy. Arcee observed the raven-haired adolescent with concern in her optics, a softness normally foreign to most Autobots. He remembered the reports he'd collected from Ratchet in regards to their attachments to the three natives.

The screeching of wheels against the concrete drew the mech's attention as Nurse Darby exited her vehicle. Her attention was turned to the three human children and set about treating their wounds. She applied a type of solvent the superficial wounds of the younger two. Satisfied they were in no danger, she focused her attention on her son, worry clearly evident in her gaze. Placing a stethoscope—he had watched Ratchet take an interest in the studies of human medicine—against his back, she instructed him to breathe. As he did so, he coughed when he inhaled a certain amount, prompting the Nurse to usher him to the car.

As she rounded the vehicle to the driver's side, she spared Ultra Magnus a fierce look; one of blame and scorn. One he deserved. She slammed the door and drove out of the hanger and left. Arcee watched the vehicle retreat and looked to Magnus, to which he simply nodded. Gratitude shining in her optics, she transformed and followed suit.

With that settled, Ultra Magnus relaxed against the berth and awaited the arrival of Optimus Prime.

"How are you fairing Ultra Magnus?" asked Ratchet.

"My wounds are superficial at best, doctor," he replied. "With your medical expertise, I should return to active duty within a matter of hours. It is the children who should be tended to."

"Sadly," he sighed, "I continue to lack in the department of human anatomy, mostly due to focusing on replenishing our energon supply and standing by to bridge you all in and out of base whenever the Decepticons choose to make themselves known. Their health is better ensured when left to the capable hands of Nurse Darby."

"You appear fond of her."

"I merely respect her medical expertise and do my best not to irritate her when she clearly has much to tend to. With her and Jack out of a home, they have been forced to relocate to the barracks. Miko has taken up residence with Rafael's family as her biological parents live on the other side of the world. I do my best to learn all I can about human medicine so that I may find a way to relieve her of some stress."

"A noble sentiment, doctor."

Despite himself, Ratchet smiled as he continued working on Ultra Magnus's chassis.

"Ratchet," boomed the voice of Optimus Prime from the monitor. "Smokescreen and I have a safely secured the Decepticons' auxiliary base for Autobot use. Activate the ground-bridge."

Ratchet spared Ultra Magnus a look before moving to the console to return Optimus and Smokescreen to base. As he did so, the Commander pushed himself off the medical berth and stood at attention as the ground-bridge opened. From the glowing vortex stepped out Optimus Prime, flanked by Smokescreen, his gaze immediately landing on the blue mech. Preparing himself for reprimand he was sure to receive, he locked his gaze with his leader's. To his side, the two remaining children ascended to the railing beside him.

"Ultra Magnus," rumbled the Prime.

"Sir."

"Are your injuries at all llfe-threatening?"

"No, sir, I am fully capable of resuming my duties after a few hours' rest. At least until you select a new second-in-command."

Optimus inched up an optic ridge," What do you mean?"

Ultra Magnus mimicked the gesture, "Sir, I violated Autobot protocol by allowing the humans to enter a combative situation, thereby placing them at risk. Because of my actions, I was unable to prevent the Decepticons from knocking us over a ridge and injuring the humans. Mr. Darby appears to have suffered an injury that has forced his relocation to a medical facility. Such foibles cannot go unpunished, thus I surrender myself for whatever decision you make."

"Ultra Magnus, I have come to learn that no matter the precautions, we are not always capable of preventing the human element of this planet from coming into play. Megatron will always find a way to exploit our desire to protect them to further his own goals. The only way to prevent that is to abandon our mission to protect humanity. And that, we cannot allow."

"But sir-,"

Optimus raised his servo to indicate he was not finished.

"I do not believe you intentionally placed Jack, Miko, and Rafael in danger nor did you purposefully allow any harm to befall them. As such, I see no need to strip of your rank. However, a punishment I find suitable for you is to complete you assignment to get to know the children. As I recall, you were less than thrilled to do so before."

Ultra Magnus stared at the Prime, stunned at the his leader's declaration. Optimus turned to speak with Ratchet on another matter, but not before a small smile lifted his lips. At his pede, he noticed the two humans smiling up at him. Perhaps there was something to be learned after all.

"So. . .?" Rafael began.

"Want to learn more about Sam Fisher?" Miko waved a box, entitled _Tom Clancy's Splinter Cell_ for him to see.

Perhaps taking the time to learn more about this fiction and its characters would help alleviate some of the woes plaguing his mind at the moment. He made a mental note to offer Nurse Darby a full apology for allowing her son to come to harm. He'd already formulated the words he would say and decided to indulge what served as the natives' form of entertainment.

"Very well."


	7. Chapter 7

**Chapter 6**

"Is there a problem, Nurse?"

June Darby was startled from her contemplating by the deep bass of Ultra Magnus as the blue mech approached her. She must have let her concern over the subject currently running through her mind show.

"It's. . . nothing, Commander," she lied. Optimus Prime's second-in-command was not someone she imagined she'd ever confide in. He was still on thin ice with her regarding the children's injury during their first bonding session. The only good thing that came from it all was the four of them getting along on better terms. And he'd certainly proven to be a positive influence on them.

Still she wasn't sure whether or now she trusted the Autobot well enough to speak with him on casual terms. His blue optics appraised her, watching for any sign of what was bothering her. She did her best to return his gaze with a cool look of her own. She wouldn't be intimidated by his presence no matter the circumstance. Eventually he relented and walked off to deal with his other responsibilities.

She noticed her son walk into the hanger, seemingly bothered by what she could only guess was the same thing plaguing her. She sighed in exhaustion as he passed her without so much as an acknowledgement of her presence. This was uncharacteristic of their usually close relationship; it had been this way for some time. The reason for approaching from his office just as the teen left. Agent Fowler sighed as he leaned against the railing, wearing a deflated expression.

"Turned you down again, huh?" she asked while stroking his arm.

"I pretty sure he hates me," Fowler sighed.

"It takes a lot to get Jack to hate anyone," she said comfortingly. "Unless you're the evil faction in a race of highly intelligent sentient robots capable of transforming. He'll come around, he just has to get used to the idea, that's all."

Fowler nodded but remained in a slightly depressed state as he and June left, unaware that Ultra Magnus had fine-tuned his audio receptors to listen in. It was a trick he'd learned during his Elite Guard training; it had useful until the Decepticons learned to disguise their frequencies. It still served as an useful tool for information gathering when the situation demanded it. He was not normally one to invade others' privacy but the children had become his responsibility in a manner of speaking. His assignment was to understand them better, thus some measures needed to be set in motion for that to happen.

Checking the normal area where the humans interacted, he found they were absent and decided to speak with another source of information. She would be the only person Jackson was likely to confide his troubles to with the promise of confidentiality. The ground-bridge opened as the others returned from yet another mission. Once they dispersed, he approached, "Arcee."

"Sir?" she replied, immediately tensing at his addressing her in formal tone instead the universal title all of Team Prime carried under his command. Her optics were searching internally for whatever mistake she had made to earn his attention. Was it really that out of character for him to interact with the others in manners not regarding military action? Perhaps he needed to heed the advice of the three younglings and ease the tension his command brought.

"You are no trouble, soldier," he assured her. "I simply wish to discuss a matter that seems to have lowered the morale of Mr. Darby."

Her optics immediately registered with something that confirmed Ultra Magnus's suspicions. The individual relationships the Autobots had with their charges were not his concern under normal circumstances; this, however, was an exception. "I've noticed he seems rather tense around Agent Fowler than normal. Just now I overheard a conversation between his mother and the agent about his refusal to comply with something. Care to explain?"

"I don't," she searched for the right words, "think it's really my place to tell you, sir. I don't really know all that much myself. Thanks to the 'Cons and all this 'beast hunting', I haven't really spoken to Jack much. But I might be able to guess at what's bothering him. Again, though, it's not my place to discuss with you, sir."

"Fair enough, soldier," he conceded. "You are dismissed."

Once Arcee left, Ultra Magnus processed the information and decided to come to his own conclusions regarding the events just witnessed. The femme had brought up a point in saying this was not a matter for him to involve himself in. The affairs of Earth's native species were their own, but surely exceptions were made in the case of the five humans under the care of the Autobots. Frequent interaction was not always centered on spending time together. Perhaps that was the concept of "family' Optimus Prime had told him about.

That's it, thought the Commander, as he left to speak with Optimus Prime.


	8. Chapter 8

**Chapter 7**

"I see," Optimus Prime said at last; Ultra Magnus had finished his debriefing of the situation and silently waited while his leader processed the information. While he waited, he accessed the security feed of Agent Fowler's office where he and the nurse were discussing the same issue. The feed was muted—a precaution to defend against any who would listen in while the agent and his superiors were discussing matters of military concern. But Ultra Magnus had been expertly trained by the Elite Guard and excelled at information gathering. It seemed they were no closer to a solution than the Prime.

Finally he spoke again, "It seems Jack has become distressed by the prospect of his mother growing closer to Agent Fowler."

"Pardon me, sir, but I fail to see how that could so drastically affect his demeanor."

Optimus merely sighed, "I do not blame you for your misunderstanding of the matter—there are many attributes of human nature I myself find enigmatic at times. The concept of family that we have adopted varies depending on the humans involved. In Jack's case, he and his mother have maintained a close love and trust formed from his biological father's departure. Since then, one can assume Jack would be wary of any man who would try to become close to his mother. And while he may trust Agent Fowler, that does not spare him from the same scrutiny."

"What do you suggest as a course of action?"

"I will speak with Jack to see if we cannot diffuse the situation peacefully."

Ultra Magnus should have left it at that but something pressed him onward. "Sir, if it is acceptable, I would like to speak with Mr. Darby myself."

Optimus raised an optic ridge at his second's request.

"As you are well aware, you assigned me the task of better understanding that native species through my interactions with the three younglings. While I have gathered sufficient information during these last few solar cycles, I feel I must interact with them on subjects too sensitive to broach. Perhaps Mr. Darby would be more likely to respond to you or Arcee but there is a chance I may be able to convince him that his behavior is unacceptable."

Once again his leader let the information run through his processer and reach numerous conclusions. He would weigh the outcomes and reach a decision; if he felt Ultra Magnus's involvement would be beneficial, he would permit him to speak with the native. But if he determined that speaking with someone he was on better terms with would help, the Commander would accept the decision. Still he felt slight nervousness as he waited for his declaration. At last Optimus said, "Very well, Ultra Magnus. I wish you luck."

Ultra Magnus nodded and departed to find the raven-haired adolescent; he'd gathered enough information to know where the three went to let their frustration's go. However he needn't search far for the boy as he found June Darby and Arcee standing in front of him. He was seated on a crate, looking miserable, while his mother scolded him on his behavior. Arcee looked concerned for her human charge's state of mind, having never bore witness to this side of his personality. She noticed his presence and grew even more concerned; she had apparently seen him speak with Optimus.

"Commander-," she began.

He raised his servo to silence whatever protest she had readied and turned to address the two humans staring at him. "Mr. Darby, please come with me."

The boy and his mother shared confusion as the latter spoke. "I'm sorry, Commander Magnus, I know this the time you usually spend with the children, but Arcee and I are discussing with Jack the need for a change in his behavior. I'm sure one day won't make a difference, so if you'll excuse us-,"

"Apologies, Nurse," he replied, "but I am certain Mr. Darby and Arcee can attest to the fact that I approach all of my assignments with utmost meticulousness. Missing even a single day could adversely affect the outcome. I have already finished my allotted time with Ms. Nakadai and Mr. Esquivel, thus I suggest your son and I embark on a patrol near the base. It may help him to clear his head over the issue you are currently discussing."

"I can appreciate a scrupulous desire to see your assignment through," the nurse began, her tell-tale edge serving as a warning. "But this is an issue concerning me and my son; Arcee is only here because she is part of our family and this concerns her to. But you haven't been here long enough for me trust with a matter as delicate as this one."

"I understand that, Nurse, but I am certain that this is an issue better discussed if Mr. Darby is allowed a brief moment of reprieve."

Arcee and Jack watched the exchange between June and Magnus, clearly afraid of what the outcome would be. Ultra Magnus would never bring harm to a human but June was clearly growing more agitated by the conversation as it dragged on. Jack felt guilty for letting the Commander fight this battle for him since he was the one responsible for this tension. Glancing at his partner, he slid off the crate and cleared his throat. "I think Commander Magnus is right. Maybe a nice drive might help me clear my head."

June turned to her son with a mixture of anger and confusion; but she relented and demanded that they remain in close proximity of the base.


	9. Chapter 9

**Chapter 8**

The cliff overlooking the military compound had become a source for gatherings when Decepticon activity was at a low. With no more Predacon fossils to be excavated, the enemy had been quiet in its movements as of late, save for their encounter with the Predaking and the protoforms they had encountered. If not for their desperate supply of energon, they would not have discovered them until it was too late. The might of the ancients beasts had been told for ages but Ultra Magnus had at times attributed such tales to exaggerated folklore. His skepticism had cost him his right servo.

Setting aside all thoughts of the beast, the Commander returned his focus to the current reason he was out on this ledge tonight. The raven-haired teen known as Jack Darby stared at the ground while waiting for Autobot to speak. The night sky was filled by the stars but not even that drew the teen's attention as the situation was far from comfortable. They were not here to relish in reprieve; Ultra Magnus had brought the boy here to discuss the tense situation with Special Agent William Fowler and Jack's mother, Nurse June Darby. Though part of the blue mech wondered why he was doing this in the first place.

Diffusing tensions amongst the ranks seemed more suited to Optimus Prime than it did to him—there contrasts in leadership only proved to increase their effectiveness as a team. But the Prime's words regarding familial aspect of Team Prime had caused a change in Magnus's views. And he was still trying to determine whether he liked this change. Normally he would appraise any tension among the unit with the scrutiny of a Commander. But this was not a matter that could be viewed with such a vision.

Despite his respectful demeanor, Jackson Darby was not a soldier in the conventional sense. He may have followed every instruction he was given, but he was not subject to the same restrictions as the rest of Team Prime, nor were any of the humans. Still, he respected authority of both Optimus Prime and the Commander himself. That was enough for Ultra Magnus—who still knew nothing of the relationship between him and his mother—to question the adolescent's behavior leading up to now. His assignment was to gather information on human nature, be it preferable or otherwise.

"Mr. Darby," Ultra Magnus broke the silence between them. "Care to explain why it is that we are out here tonight?"

Despite wanting to do otherwise, Jack looked up at the towering figure of the Autobot, shrouded in the reflection of the stars. "Because you wanted to speak with me?"

"About?"

His gaze fell to the ground once again.

This had been different from earlier that day, when he had emanated a desire to be left alone. This time, it was more of a plea that the matter be dropped; the Commander was treading into dangerous territory. But he pressed on as gently as he were able to, "Of all the children, I found you to be the most tolerable immediately, even if you did not agree with my temporary command of Team Prime."

Jack winced at the memory.

"I have taken statements from the members of Team Prime regarding you, Ms. Nakadai, and Mr. Esquivel. You three have proven to be valuable assets to the Autobot cause. In particular, I was most impressed when Ratchet informed me of your plan to infiltrate the Decepticon warship when it was at its most vulnerable and gather valuable Intel."

Some of the tension left Jack's shoulders but he sensed there was more to it than that.

"These events, and our own recent encounters, have shown me that you are a loyal comrade and friend to be trusted with utmost certainty. Your respect for protocol and ingenuity in tense situations betrays the behavior I witnessed earlier today. While I may not directly interact with Special Agent Fowler, I respect him as a fellow soldier. Thus, I cannot help but wonder what he has done to cause you such discomfort."

The boy's reply, though soft, was audible. "Nothing. It's nothing."

"I beg to differ, since your mother seems equally concerned."

"It's. . . ," he started but clicked his mouth shut. "I don't know what it is."

"Yes you do."

"I don't. . ." he replied, a little more tersely and defensive.

Ultra Magnus pressed on—he was closing in on something and could not afford the gentle approach that came so naturally to Optimus. If he was going to do this, he had to be himself. "Yes, _you do_, Mr. Darby. You know what it is about Agent Fowler that disturbs you. Denial will only worsen the situation at hand."

"I said I don't know!" he exploded, staring back up at the blue mech. His blue eyes were glassy with tears and his body began to shake. Ultra Magnus allowed the boy to sort through his emotions, pacing back and forth as he came to terms with them. He looked avoided meeting his gaze, feeling ashamed for allowing such a blatant display. His breathes were shaky as he sat against a rock and did his best to reign in his emotions.

With another shaky breath, he spoke, "It's. . . strange seeing my mom with another guy. I never knew my father, but I've felt like a piece of life is missing because of that. Any other piece just won't fit, no matter how much I would like it to. I like Agent Fowler, but seeing with my mom. . . It's just doesn't feel right at times. She's never needed anyone else before."

"Do you believe your mother has become dependent on Agent Fowler?"

"No," he answered. "No, I don't think so."

"Then she still does not 'need anyone else', she has merely taken to strengthening her relationship with him. It is a concept that is well beyond my own boundaries but I see no reason to dispute it. That being said, the feelings you are experiencing seem perfectly logical to me. I would suggest that you have this conversation with your mother rather than ignore her. In the meantime, wait here."

**The Natives of This Planet**

Ultra Magnus returned to the outskirts of Hanger E and activated the private commlink. "Arcee, please report to the Hanger E doors immediately."

Ultra Magnus had learned enough from his brief conversation with Jack—Mr. Darby, he correct himself—to realize that someone closer to matter would be helpful. But June Darby's presence may only result in another shut down of his emotions, whereas Agent Fowler would seem too awkward. The remainder of Team Prime didn't seem privy to the details. Jack had not divulged anything to Ms. Nakadai or Mr. Esquivel nor did experience suggest he had done so with any of the other Autobots. Thus he was left with no choice but to involve Arcee.

He had gathered Intel regarding the unit's operations prior to his arrival from Ratchet and knew about the closeness each human shared with their respective guardians. They had also formed friendships with the secondary figures, such as Mr. Esquivel with Ratchet, Ms. Nakadai with Wheeljack, and Mr. Darby with Smokescreen. That left himself and Optimus as tertiary confidants. He was not bothered by where he stood and knew this was a matter best handled by someone closer to Mr. Darby. The closest among Team Prime, it seemed, was Arcee.

The blue femme pushed the Hanger door opened and closed, having deduced this was meant to be a private discussion. Her optics searched for Mr. Darby and become slightly distressed by his absence. Her gaze met his as he explained, "Mr. Darby is still at the cliff overlooking the base. I wanted to have a word before I take you to see him."

"Of course, sir."

"What do you know of Mr. Darby's father?"

"Only what Jack has told me; that he doesn't really remember him. I asked June about it once and she told me she didn't know where he was and that she didn't really care. Jack doesn't seem too eager to find him either but still feels like he's missed out on something. Sir, is that what this is about?"

"It would seem he is disturbed by the newfound closeness shared by Agent Fowler and his mother. Hence why he has declined Fowler's invitations for bonding. I would surmise that he is withholding his emotions to keep from being a bother to us, in the event Optimus decided to interfere."

He could see sympathy for her human partner in the femme's optics as she looked away, clearly bothered by this newfound information. "He could have told me."

"Perhaps he feels this is a matter that does not warrant our involvement," he offered. "Normally, I would be inclined to agree, but if we are to fulfill this status of 'family' Optimus see us as, we must help each other through whatever complexities plague our minds. In this case, I believe I do not possess the necessary knowledge to fully comprehend the situation. Thus I deviate this particular assignment to you."

Arcee smiled, her optics glowing in both gratitude and admiration for his understanding. "Thank you, Commander Magnus." With that she transformed and sped off to speak with her human charge. Despite himself, Ultra Magnus felt the slightest warmth in his spark knowing that Mr. Darby would be fine.

Unbeknownst to either of them, Optimus Prime watched his second-in-command with a prideful smile.


	10. Chapter 10

**Chapter 9**

Ultra Magnus entered Hanger E to find it clear of any signs of life save for Ratchet and Mr. Esquivel working on a project. Optimus had taken Bumblebee, Smokescreen, and Wheeljack on a mission to provide security for one of Agent Fowler's operations. Bulkhead and Ms. Nakadai had taken to a monster truck rally—blood sport, Ratchet had called it. Mr. Darby and Arcee were off on patrol near the canyons. They were apparently making up for a routine diagnostic they had missed out on some time ago.

This left the Commander to his own devices for the time being, having already interacted with Mr. Esquivel on the subject of Cybertronian matters. The youngling was surprisingly knowledgeable of Cybertronian customs and interactions. Ratchet had exuded pride normally foreign to the medic, the warmth in his optics as he regarded the boy unmistakable. Leaving the duo to their own bonding, the blue Autobot thought a patrol in one of the sectors might be in order. At his pedes, he noticed the figure of Nurse Darby, seeming dejected.

They mended their (non-existent) relationship and treated each other as professional equals, thus he felt no immediate desire to inquire about her mood. But when she took notice of his presence, the look in her eyes suggested something was amiss. Still, the Commander was hesitant to involve himself. Boosting the morale of the humans was a task better suited to his Prime than anyone else. Despite his success with Mr. Darby, his stance on the matter had not changed.

But it was extremely clear that the femme was distressed about something and he could not ignore her for long. Approaching the nurse, he tentatively greeted her, "Nurse Darby."

"Commander," her voice betrayed her demeanor; she felt lonely.

With Mr. Darby and Agent Fowler absent from the base, it was perfectly natural that the femme feel some sense of solitude. She had not interacted with any base personnel beyond the medical staff, all of which were currently busy treating patients. They had ample support, thus her presence was not needed. The only other medical specialist she could form a rapport with was Ratchet, currently engrossed in conversation with Mr. Esquivel. She was too well-mannered to interrupt them.

"You seem depressed."

"Do I?" she laughed mirthlessly. "I suppose. With Jack and Agent Fowler gone, there's not much for me to do. Normally, I'd speak with Ratchet about human and Cybertronian anatomy, but he's busy with Rafael. Besides, I couldn't interrupt them; it's not often you see Ratchet look so content."

"Indeed," he agreed. "If you are need of an activity, I am preparing to embark on patrol of Sector 5. You are welcome to accompany me if you wish."

"I don't want to be a bother," she said. "I know you probably don't like me all that much since I've been less than cordial with you."

"With respect, Nurse, I have not gathered the necessary Intel on you to form a proper opinion. Such was the case with the children, hence why I was assigned to interact with them. But I do not believe my study of human nature stops with the three of them. We would stand to gain something from a shared interaction."

She smiled at his argument and decided she would indulge his request.

"Very well, Commander Magnus, I would be honored to join you today."

Nodding, he dropped to his knee-joint and offered his servo to her; she steadied herself as he stood and approached the ground-bridge. "Ratchet, I request a ground-bridge to Sector 5." The medic moved to comply but quickly caught sight of the nurse.

"Nurse Darby?" his tone was equal parts of surprise and intrigue, "You are accompanying Ultra Magnus?"

"I am, Ratchet," she smiled. "I think it would do us both some good to get to know a little more about one another. Do me a favor, tell Jack not to worry when he gets back. He'll drive himself crazy if he doesn't know where I am. I still haven't replaced my cell phone yet."

"And what should I tell Agent Fowler?" he asked.

Ultra Magnus scans of the femme took notice of the slight increase in her body's temperature, her ears burning red and cheeks flushed pink. She cleared her throat and relayed the same instructions to Ratchet. If all went well, they should return before Mr. Darby and Agent Fowler. The coordinates set, the ground-bridge energy illuminated the hanger. Transforming, he deposited Nurse Darby into the driver's seat, the belt strap locking itself into place.

Commander Magnus drove straight through the portal and found himself in an abandoned city. The surrounding structures had decayed with age and seemed like they had been demolished. A light fog ghosted through the town as the Autobot made his way through. June watched silently as the town went by, reminding her too much of her former home of Jasper, Nevada. With a sigh, she took to speaking with the blue mech.

"So, Commander, is there anything specific you wish to discuss with me?"

"Nothing in particular," he admitted. "I was simply attempting to alleviate your loneliness. You are not required to divulge anything personal with me."

She laughed lightly, humor evident this time, "I appreciate your sentiment, Commander, but it wouldn't seem very fair to the kids if I didn't contribute to this assignment as much as they did. That being said, I would love to know a bit about your life before the War."

Ultra Magnus hesistated before speaking; his life before the War seemed an entire lifetime ago. Many more lifetimes in the case of the human nurse. He thought it best not to dwell on such things when there was a mission to be done. And there was always a mission to be done where the Autobots were concerned.

"My life prior to the Great War," he began, "I was no different than I am now. I was an instructor at the Elite Guard Academy. I taught some of the best Cybertron had to offer in terms of warriors."

"Was Smokescreen among them?"

"Most likely, I did not instruct every class. There were many more of us who valued order and discipline as essential attributes to members of Iacon's elite. . ."


End file.
